U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-QSB/A
X Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended DECEMBER 31, 1995
Commission File Number: 0-16375
THERMOGENESIS CORP.
(Exact name of Small Business issuer as specified in its charter)
DELAWARE 94-3018487
(State or other jurisdiction (I.R.S.Employer
of incorporation or organization) Identification No.)
11431 SUNRISE GOLD, STE. A, RANCHO CORDOVA, CA. 95742
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (916) 638-8357
Former name, former address and former fiscal year, if changed since last
report.
Check whether the issuer: (1) has filed all reports required to be filed by
section 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No__
The issuer had 24,765,434 shares of common stock outstanding on February 7,
1995.
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1
THERMOGENESIS CORP.
INDEX
PART I
PAGE NUMBER
Condensed Financial Statements (Unaudited):
Condensed Balance Sheets at December
31, 1995 and June 30, 1995 2
Condensed Statements of Operations
for the Three and Six Months ended
December 31, 1995 and 1994 4
Condensed Statements of Cash Flows
for the Six Months Ended December
31, 1995 and 1994 5
Notes to Condensed Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II
Item 6. Exhibits and Reports on Form 8-K. 9
SIGNATURES 10
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2
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10Q1295a
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THERMOGENESIS CORPORATION
Condensed Balance Sheet
(Unaudited)
December 31, June 30,
ASSETS 1995 1995
Current assets:
Cash and cash equivalents $1,321,682 $325,965
Accounts receivable, net of allowance for doubtful
of $72,913 ($72,913 at June 30, 1995) 1,105,841 675,240
Net investment in sales-type leases 35,731 35,731
Inventory 1,049,144 1,014,309
Prepaid expenses 62,346 9,711
Total current assets 3,574,744 2,060,956
Equipment, at cost less accumulated depreciation
of $237,187 ($200,557 at June 30, 1995) 409,137 176,535
Long-term net investment in sales-type leases 68,560 86,460
Prepaid royalties, net of accumulated amortization
of $310,007 ($277,259 at June 30, 1995) 249,492 277,241
Leased equipment, net 28,718 40,778
Other assets 19,578 20,869
$4,350,229 $2,662,839
See accompanying notes.
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3
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10Q1295B
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THERMOGENESIS CORPORATION
Condensed Balance Sheet (Cont'd)
(Unaudited)
December 31, June 30,
1995 1995
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $402,562 $512,931
Current portion of long-term lease obligations 56,314 --
Accrued payroll and related expenses 70,777 55,346
Deferred revenue -- 60,000
Customer deposits 26,863 19,523
Total current liabilities 556,516 647,800
Deferred rent 11,362 14,456
Long-term lease obligations 157,368 --
Commitments
Shareholders' equity:
Common stock, $.001 par value;
50,000,000 shares authorized:
24,765,434 issued and outstanding
(20,355,434 at June 30, 1995) 24,765 20,356
Paid in capital in excess of par 9,696,455 7,794,621
Accumulated deficit (6,096,237) (5,814,394)
Total shareholders' equity 3,624,983 2,000,583
$4,350,229 $2,662,839
See accompanying notes.
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4
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THERMOGENESIS CORPORATION
Condensed Statements of Operations
(Unaudited)
Three Months Ended Six Months Ended
December 31, December 31, December 31, December 31,
1995 1994 1995 1994
Net Sales $830,079 $1,037,529 $1,681,982 $1,838,162
Cost of Sales 485,471 563,033 929,006 1,022,419
Gross Profit 344,608 474,496 752,976 815,743
Expenses:
General and administrative 118,198 97,773 202,505 164,500
expenses
Selling and marketing expenses 216,447 209,297 385,568 379,215
Research and development expense 288,887 100,358 444,101 171,172
Total Expenses 623,532 407,428 1,032,174 714,887
Interest Income 5,870 2,289 8,693 4,670
Interest Expense 8,402 -- 11,338 --
Net Income (loss) ($281,456) $69,357 ($281,843) $105,526
Net Income (loss) per share ($0.01) $0.00 ($0.01) $0.01
Shares used in computing
net income (loss) per share 21,832,000 20,715,000 21,094,000 20,715,000
See accompanying notes
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5
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THERMOGENESIS CORPORATION
Condensed Statements of Cash Flows
Three Months Ended December 31, 1995 and 1994
Increase (Decrease) in Cash
(Unaudited)
1995 1994
Cash flows from operating activities:
Net income (loss) ($281,843) $105,526
Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating activities:
Depreciation and amortization 80,447 110,886
Net changes in operating assets and liabilities:
Accounts receivable (430,601) (162,070)
Investment in sales type leases 17,900 20,784
Inventory (34,835) (295,732)
Prepaid expenses (52,635) 11,010
Accounts payable and accrued liabilities (110,369) 271,505
Accrued payroll and related expenses 15,431 (18,570)
Customer deposits 7,340 (21,316)
Deferred revenue (60,000) --
Deferred rent (3,094) --
Total adjustments (570,416) (83,503)
Net cash provided by (used in) operating activities (852,259) 22,023
Cash flows from investing activities:
Capital expenditures (46,784) (109,725)
Net cash used in investing activities (46,784) (109,725)
Cash flows from financing activities:
Issuance of common stock 1,906,243 --
Principal payments on long-term lease obligations (11,483) --
Net cash provided by financing activities 1,894,760 --
Net increase (decrease) in cash 995,717 (87,702)
Cash at beginning of period 325,965 347,769
Cash at end of period $1,321,682 $260,067
See accompanying notes.
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6
THERMOGENESIS CORP.
Notes to Condensed Financial Statements
December 31, 1995
(Unaudited)
1. Interim Reporting.
These Condensed Financial Statements should be read in conjunction with the
Company's Annual Report (Form 10-KSB) for the year ended June 30, 1995. In
the opinion of management, all adjustments (which consist of only normally
recurring adjustments) necessary for a fair presentation of the condensed
financial statements have been made. The results of operations for the
three and six months ended December 31, 1995 are not necessarily indicative
of the results to be expected for the full year.
INVENTORIES
Inventories are stated at the lower of cost (First-In, First-Out) or market
and consist approximately of the following:
December 31, June 30,
1995 1995
Raw materials $ 416,189 $ 453,669
Work in process 104,130 113,508
Finished goods 528,825 447,132
Total $1,049,144 $ 1,014,309
NET INVESTMENT IN SALES TYPE LEASES
The net investment in sales type leases consists of the following:
December 31, June 30,
1995 1995
Total minimum lease payments receivable $117,462 $ 140,020
Less unearned interest (13,171) (17,829)
Net investment in sales type leases $ 104,291 $ 122,191
STATEMENT OF CASH FLOWS
The Company incurred approximately $225,000 in long-term lease obligations
for the purchase of computer equipment.
EQUITY
The Company completed a private placement of 4,400,000 common shares on
December 9, 1995 and received $1,900,944 net of expenses. The placement
consisted of 88 units. Each unit consisted of 50,000 common shares and
12,500 warrants to purchase common shares at $1.50 per share for six
months. The Company must file a registration statement covering the shares
issued within 90 days of completion of the offering.
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7
Management's Discussion and Analysis of
Financial Condition and Results of Operation
for the Three and Six Months Ended December 31, 1995
The following is Management's discussion and analysis of certain
significant factors which have affected the Company's financial condition
and results of operations during the periods included in the accompanying
financial statements.
RESULTS OF OPERATIONS
SALES AND REVENUES:
Net sales decreased for the three and six months ended December 31, 1995 by
approximately 20% and 9%, respectively, from the corresponding 1995
periods. Sales decreases were primarily due to decreased sales of the
Company's human blood plasma freezer products and human blood plasma thawer
products from the respective prior periods.
Cost of sales as a percent of sales for the three and six months ended
December 31, 1995 were approximately 58% as compared to 54% for the
corresponding three month 1994 period and 55% as compared to 56% for the
six month 1994 period. The slight variations in cost of sales as a percent
of sales were due to product mix varitions between sales of freezers and
thawers which have different gross margins.
General and administrative expenses for the three and six months ended
December 31, 1995 increased by 21% and 23%, respectively, from the
corresponding periods in 1994 due to increased salaries for additional
personnel.
Selling and marketing expenses for the three and six months ended December
31, 1995 increased by 3% and 2%, respectively, over the corresponding
periods in 1994. While salaries increased due to added personnel, these
increases were offset by decreases in phone, commission and other operating
expenses due to soliciting foreign sales from the United States.
Research and development expenses for the three and six months ended
December 31, 1995, increased by 188% and 159%, respectively, over the
respective 1994 periods. The increase was due to accelerated research and
development of three programs: (i) a computerized human blood plasma sample
storage and retrieval system, (ii) a computerized liquid nitrogen
biological storage and retrieval system and (iii) a system that converts a
surgical patient's blood plasma into an autologous tissue sealant and
hemostatic agent. Additional expenses have been incurred for continuing
development of computer controllers for plasma thawers and freezers.
Management believes that research and development is essential to
maintaining the Company's market position. Therefore, the Company
considers such costs a continuing cost of doing business.
LIQUIDITY AND CAPITAL RESOURCES
The Company has consumed cash resources for operating activities. These
resources have been primarily consumed for marketing activities and product
development.
Working capital increased by $1,605,072 from June 30, 1995. This increase
was primarily due to the issuance of equity which raised $1,900,944 which
was offset by increases in accounts receivable and decreases in accounts
payable.
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8
Management's Discussion and Analysis of
Financial Condition and Results of Operation
for the Three and Six Months Ended December 31, 1995 (Cont'd)
LIQUIDITY AND CAPITAL RESOURCES (CONT'D)
The Company believes it has sufficient resources to continue to operate for
the next twelve months.
The Company has no significant outstanding capital commitments at December
31, 1995.
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9
PART II - OTHER INFORMATION
Item 1. Legal proceedings.
None.
Item 2. Changes in Securities.
None.
Item 3. Default Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
10.1 (c) Facilities Lease Administrative Offices (previously
filed with Form 10-QSB).
(b) Reports on Form 8-K.
None
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10
THERMOGENESIS CORP.
Signatures
In accordance with the requirements of the Exchange Act, the
registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THERMOGENESIS CORP.
(Registrant)
Dated May 31, 1995
s/ Merrill L. Parker
Merrill L. Parker,
Controller (Principal Financial and Accounting Officer)
s/ Philip H. Coelho
Philip H. Coelho,
President and Chief Executive Officer
(Principal Executive Officer)
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<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S
FORM 10-QSB/A FOR THE QUARTER ENDED DECEMBER 31, 1996, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
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<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 1,321,682
<SECURITIES> 0
<RECEIVABLES> 1,105,841
<ALLOWANCES> 72,913
<INVENTORY> 1,049,144
<CURRENT-ASSETS> 3,574,744
<PP&E> 646,324
<DEPRECIATION> 237,187
<TOTAL-ASSETS> 4,350,229
<CURRENT-LIABILITIES> 556,516
<BONDS> 0
0
0
<COMMON> 24,765
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 4,350,229
<SALES> 1,681,982
<TOTAL-REVENUES> 1,681,982
<CGS> 929,006
<TOTAL-COSTS> 1,032,174
<OTHER-EXPENSES> 2,643
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,338
<INCOME-PRETAX> (281,843)
<INCOME-TAX> 0
<INCOME-CONTINUING> (281,843)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (281,843)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
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